Examples of Existing LP Agreement in a sentence
Each of the Persons listed in the books and records of the Partnership, as the same may be amended from time to time in accordance with this Agreement, have been admitted as Partners of the Partnership by virtue of the execution of the Existing LP Agreement or a joinder or supplement thereto.
Pursuant to such amendment and restatement, effective concurrently with the Closing, the Incentive Distribution Rights (as defined in the Existing LP Agreement) shall be cancelled (the “Cancellation”) and the General Partner Interest (as defined in the Existing LP Agreement) owned by the General Partner shall be converted into a non-economic general partner interest in the Partnership (the “Conversion”).
In accordance with Section 13.3(b) and Section 13.3(c) of the Existing LP Agreement, the General Partner, in its individual capacity as the sole holder of the General Partner Interest and the Incentive Distribution Rights, hereby consents to and approves the amendment and restatement of the Existing LP Agreement to be effected by the Revised LP Agreement.
Pursuant to such amendment, effective concurrently with the Closing, the Incentive Distribution Rights (as defined in the Existing LP Agreement) shall be cancelled (the “Cancellation”) and the General Partner Interest (as defined in the Existing LP Agreement) owned by the General Partner shall be converted into a non-economic general partner interest in the Partnership (the “Conversion”).
In accordance with Section 13.03(b) and Section 13.03(c) of the Existing LP Agreement, the General Partner, in its individual capacity as the sole holder of the General Partner Interest and the Incentive Distribution Rights, hereby consents to and approves the amendments to the Existing LP Agreement to be effected by the Revised LP Agreement.
The foregoing constitutes written notice by the General Partner to Holdings and its affiliates pursuant to the definition of “Outstanding” in the Existing LP Agreement and that will be included in the Revised LP Agreement that the voting and other limitations set forth therein shall not apply to Holdings and its affiliates.
The General Partner acknowledges and agrees, and hereby notifies Holdings and its affiliates, that the voting and other limitations described in the definition of “Outstanding” in the Existing LP Agreement and the Revised LP Agreement shall not apply to Holdings and its affiliates as a result of the SMLP Common Units acquired by the General Partner pursuant to this Agreement.
In accordance with Section 13.3(b) and Section 13.3(c) of the Existing LP Agreement, the General Partner, in its individual capacity as the sole holder of the IDRs and the GP Interest, hereby consents to and approves the amendment and restatement of the Existing LP Agreement to be effected by the Revised LP Agreement.
The General Partner is the beneficial and record holder of the IDRs and the GP Interest and has good and valid title to the IDRs and the GP Interest, in each case, free and clear of all Encumbrances, and there is no subscription, option, warrant, call, right, agreement or commitment relating to the issuance, sale, delivery, repurchase or transfer by the General Partner of the IDRs or the GP Interest, except as set forth in the Existing LP Agreement.
Each capitalized term used in this Agreement that is not otherwise defined in this Agreement has the meaning given to it in the Existing LP Agreement.